Author: GlobeNewswire

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TORONTO, Nov. 22, 2024 (GLOBE NEWSWIRE) — European Residential Real Estate Investment Trust (“ERES” or “the REIT”) (TSX:ERE.UN) announced today an update on the expected closing of its previously disclosed strategic dispositions, and timing of its anticipated special distribution and distribution reduction, as announced in its press release dated September 16, 2024.

Strategic Dispositions

As disclosed on September 16, 2024, ERES Limited Partnership (“ERES LP”) and certain other subsidiaries of ERES have entered into an agreement with an entity owned by a consortium of parties that includes TPG Angelo Gordon, Dream Unlimited Corporation, Stadium Capital Partners, and several co-investment partners (the “Purchaser”), to sell certain entities owning 2,947 residential suites in the Netherlands for proceeds, net of certain estimated adjustments, of approximately €695 million (the “Disposition I”). Approval for Disposition I has been received from the Dutch competition authority (ACM), and the Purchaser has notified ERES of an expected closing date of December 16, 2024.

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Also as previously announced, certain other subsidiaries of ERES have entered into a separate agreement to sell 232 residential suites in the Netherlands for gross proceeds of approximately €44 million (the “Disposition II”, and together with Disposition I, the “Dispositions”), which ERES expects will close on December 2, 2024. There can be no assurance that all requirements for closing of the Dispositions will be obtained, satisfied or waived, nor that the Dispositions will close on the dates disclosed herein.

Special Distribution

Subject to the completion of the Dispositions in accordance with the terms and timing described above, ERES intends to declare a special cash distribution of an estimated €0.75 per Unit and ERES LP’s exchangeable Class B LP Unit (equivalent to an estimated C$1.10 based on the foreign exchange rate of 1.47 on November 21, 2024), payable to holders of the REIT’s Units and ERES LP’s Class B LP Units of record at the close of business on December 23, 2024, with payment on December 31, 2024 (the “Special Distribution”). For Canadian income tax purposes, the Special Distribution is estimated to be comprised of a return of capital in the range of approximately 55-65%. The Special Distribution will not qualify for the REIT’s Distribution Reinvestment Plan. It is expected that the Toronto Stock Exchange will implement its “due bill” trading procedures with respect to the Special Distribution. Further details relating to the Special Distribution, if declared, will be provided at a later date. The Special Distribution has not yet been declared and there can be no assurance as to the timing, quantum or composition for Canadian income tax purposes of any such distribution.

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Distribution Reduction

Furthermore, as previously announced, given the expected completion of the sale of approximately half of the REIT’s residential suites in 2024 and payment of the Special Distribution, the Board of Trustees intends to reduce its monthly distribution by approximately 50% (the “Distribution Reduction”) to better align distributions with ERES’s remaining portfolio. Subject to the completion of the Dispositions in accordance with the timing described above, and subsequent to the payment of the Special Distribution, ERES expects the Distribution Reduction to become effective for its January 2025 distribution, payable in February 2025. Further details relating to the Distribution Reduction, if implemented, will be provided at a later date. There can be no assurance as to the timing or magnitude of any future distributions by the REIT.

Property Management Update

In addition, with the significant decrease in portfolio size upon anticipated closing of the Dispositions and the associated diseconomies of scale, ERES announced that it has entered into an approximately fee-neutral agreement to transfer property management services for the REIT’s remaining portfolio in the Netherlands to a third party, expected to enter into effect on or about January 15, 2025. Canadian Apartment Properties Real Estate Investment Trust will continue to act as the REIT’s asset manager.

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Proposed Netherlands Tax Amendment

Finally, ERES provided an update on the Dutch government’s legislative proposal to amend the earnings stripping rule (by abolishing the €1 million threshold for real estate entities), as published on September 17, 2024. Further to previous disclosure, on November 14, 2024, the Dutch House of Representatives passed an amendment to the legislative proposal pursuant to which the taxable EBITDA threshold would be increased to 24.5% and the €1 million threshold for real estate entities would, however, be retained. Such amendment would maintain the current ability of the REIT’s subsidiaries to deduct net financing expenses for Dutch corporate income tax purposes. The revised legislative proposal is subject to approval by the Dutch Senate, expected by mid-December, and is projected to become effective as of January 1, 2025. There is no assurance that the potential amendment will ultimately be enacted by the Dutch government or enter into force as per the timeline indicated. As such, it is subject to change, and such change (and the impact of such change on the REIT) may be significant.

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Should the potential amendment be implemented as described above, and after adjusting for the estimated effect of previously disclosed dispositions, the REIT’s forecasted current income tax expense for the year ending December 31, 2025 for the remaining portfolio is approximately €4 million. This assumes ongoing rental operations, however, ERES will continue to explore all available opportunities to drive value, including the possibility for future strategic property sales, which would alter the estimated current income tax expense for the REIT’s residual portfolio.

ABOUT ERES
ERES is an unincorporated, open-ended real estate investment trust. ERES’s Units are listed on the TSX under the symbol ERE.UN. ERES is Canada’s only European-focused multi-residential REIT, with a current portfolio of high-quality, multi-residential real estate properties in the Netherlands. As at September 30, 2024, ERES owned approximately 6,300 residential suites, including approximately 3,200 suites classified as assets held for sale, and ancillary retail space located in the Netherlands, and owned one commercial property in Germany and one commercial property in Belgium, with a total fair value of approximately €1.6 billion, including approximately €0.7 billion of assets held for sale. For more information about ERES, its business and its investment highlights, please visit our website at www.eresreit.com and our public disclosure which can be found under our profile on SEDAR+ at www.sedarplus.ca.

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CAUTIONARY STATEMENTS REGARDING FORWARD-LOOKING INFORMATION
Certain statements contained in this press release constitute forward-looking information, future-oriented financial information, or financial outlooks (collectively, “forward-looking information”) within the meaning of applicable Canadian securities laws, which reflect ERES’s current expectations and projections about future results. Forward-looking information generally can be identified by the use of forward-looking terminology such as “outlook”, “objective”, “may”, “will”, “expect”, “intent”, “estimate”, “anticipate”, “believe”, “consider”, “should”, “plans”, “predict”, “estimate”, “forward”, “potential”, “could”, “likely”, “approximately”, “scheduled”, “forecast”, “variation” or “continue”, or similar expressions suggesting future outcomes or events. The forward-looking information in this press release relates only to events or information as of the date on which the statements are made in this press release. Actual results and developments are likely to differ, and may differ materially, from those expressed or implied by the forward-looking information contained in this press release. Any number of factors could cause actual results to differ materially from this forward-looking information. Although ERES believes that the expectations reflected in forward-looking information are reasonable, it can give no assurance that the expectations of any forward-looking information will prove to be correct. Such forward-looking information is based on a number of assumptions that may prove to be incorrect, including regarding the expected completion and timing of the Dispositions, the satisfaction of closing conditions with respect to the Dispositions, the amount, timing and composition of the Special Distribution, the amount and timing of the Distribution Reduction, the expected externalization of property management services, the expected enactment of the proposed tax amendment, and the timing and details of the potential legislation (including that the amendment to the earnings stripping rule will include only the increase of the maximum interest expense deductibility to 24.5% of the taxpayer’s taxable EBITDA, effective January 1, 2025). Accordingly, readers should not place undue reliance on forward-looking information.

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Forward looking information in this press release is subject to certain risks and uncertainties that could result in actual results differing materially from this forward-looking information, including with respect to the expected closing of the Dispositions, the payment of the Special Distribution, and the implementation of the Distribution Reduction. Risks and uncertainties pertaining to ERES are more fully described in regulatory filings that can be obtained on SEDAR+ at www.sedarplus.ca.

Except as specifically required by applicable Canadian securities law, ERES does not undertake any obligation to update or revise publicly any forward-looking information, whether as a result of new information, future events or otherwise, after the date on which the information is provided or to reflect the occurrence of unanticipated events. This forward-looking information should not be relied upon as representing ERES’s views as of any date subsequent to the date of this press release.

For more information, please contact:

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THIS NEWS RELEASE IS NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES

TORONTO, Nov. 22, 2024 (GLOBE NEWSWIRE) — Stack Capital Group Inc. (“Stack Capital”) (TSX: STCK) is pleased to announce that it has closed the second and final tranche of its previously announced private placement (the “Offering”) of up to 1,515,908 units (the “Units”) of Stack Capital (including pursuant to the exercise in full of the agents option) for aggregate gross proceeds of up to $16.675 million, priced at $11.00 per Unit. The second tranche of the Offering consisted of the sale of 78,069 Units for gross proceeds of $858,759 and brought the total gross proceeds of the Offering to $16.675 million. The Offering was conducted on a best efforts basis by a syndicate of agents (the “Agents”) bookrun by Raymond James Ltd., Canaccord Genuity Corp., RBC Capital Markets and TD Securities Inc., and includes Scotia Capital Inc., Wellington-Altus Financial Inc. and National Bank Financial Inc., pursuant to the terms and conditions of an agency agreement between Stack Capital, SC Partners Ltd. (the manager of Stack Capital) and the Agents.

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Each Unit is comprised of one common share (a “Common Share”) and one-half of one common share purchase warrant of Stack Capital (each whole common share purchase warrant, a “Warrant”). Each Warrant is exercisable to acquire one common share of Stack Capital (a “Warrant Share”) at any time prior to 4:00 p.m. (Toronto, Ontario time) on October 30, 2027, at an exercise price of $11.00 per Warrant Share, subject to adjustment in certain events. The Warrants are being issued pursuant to a warrant indenture entered into between Stack Capital and Computershare Trust Company of Canada, as warrant agent (the “Warrant Indenture”). A copy of the Warrant Indenture can be found on Stack Capital’s profile on www.sedarplus.ca.

The net proceeds of the Offering will be used for general corporate purposes and investments in accordance with Stack Capital’s investment principles. The securities issued under the second tranche of the Offering have a hold period of four months and one day from today. Stack Capital is excited to welcome a number of new investors, including institutions and family offices, to its shareholder base as part of the Offering, further enhancing its strong level of institutional support. The Offering serves as a testament to market confidence in Stack Capital, its investment approach, and its ability to deliver long-term value for shareholders.

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The Offering and the listing of the Common Shares and Warrant Shares issuable under the Offering has been conditionally approved by the Toronto Stock Exchange (the “TSX”) subject to the satisfaction of customary conditions.

No securities regulatory authority has either approved or disapproved of the contents of this news release. This news release is for information purposes only and does not constitute an offer to sell or a solicitation of an offer to buy any of the securities of Stack Capital in the United States of America. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the “1933 Act”) or any state securities laws and may not be offered, sold or delivered, directly or indirectly, within the United States, its possessions and other areas subject to its jurisdiction or for the account or for the benefit of U.S. Persons (as defined under applicable securities laws) unless registered under the 1933 Act and applicable state securities laws, or an exemption from such registration is available.

About Stack Capital

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Stack Capital is an investment holding company and its business objective is to invest in equity, debt, and/or other securities of growth-to-late-stage private businesses. Through Stack Capital, shareholders have the opportunity to gain exposure to the diversified private investment portfolio; participate in the private market; and have liquidity due to the listing of the Common Shares on the TSX. At the same time, the public structure also allows Stack Capital to focus its efforts on maximizing long-term performance through a portfolio of high growth businesses, which are not widely available to most Canadian investors. SC Partners Ltd. has taken the initiative in creating Stack Capital and acts as Stack Capital’s administrator and is responsible to source and advise with respect to all investments for Stack Capital.

Cautionary Note Regarding Forward-Looking Information

Certain information in this news release constitutes forward-looking statements under applicable securities law. Any statements that are contained in this news release that are not statements of historical fact may be deemed to be forward-looking statements. Forward-looking statements are often identified by terms such as “may”, “should”, “anticipate”, “expect”, “intend” and similar expressions. Forward-looking information contained or referred to in this news release includes, but may not be limited to, the intended use of the net proceeds of the Offering and the business of Stack Capital.

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Forward-looking statements are based on assumptions and are subject to a number of risks and uncertainties, many of which are beyond our control, which could cause actual results to differ materially from those that are disclosed in or implied by such forward-looking statements. Additional risk factors that may impact Stack Capital or cause actual results and performance to differ from the forward looking statements contained herein are set forth in Stack Capital’s current Annual Information Form under the heading Risk Factors (a copy of which can be obtained under Stack Capital’s profile on www.sedarplus.ca).

Readers are cautioned that the foregoing list is not exhaustive. Readers are further cautioned not to place undue reliance on forward-looking statements as there can be no assurance that the plans, intentions or expectations upon which they are placed will occur. Such information, although considered reasonable by management at the time of preparation, may prove to be incorrect and actual results may differ materially from those anticipated. Forward-looking statements contained in this news release are expressly qualified by this cautionary statement. Except as required by applicable law, Stack Capital undertakes no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events or otherwise.

For more information please contact:

Brian Viveiros
VP, Corporate Development and Investor Relations
647-280-3307
brian@stackcapitalgroup.com
www.stackcapitalgroup.com

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NOT FOR RELEASE, DISTRIBUTION, PUBLICATION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO OR FROM AUSTRALIA, JAPAN, THE REPUBLIC OF SOUTH AFRICA OR ANY OTHER JURISDICTION WHERE TO DO SO MIGHT CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF SUCH JURISDICTION.

CASCAIS, Portugal, Nov. 22, 2024 (GLOBE NEWSWIRE) — Pulsar Helium Inc. (AIM: PLSR, TSXV: PLSR, OTCQB: PSRHF) (“Pulsar” or the “Company“), the helium project development company, is pleased to announce a partnership with Send My Stuff To Space Ltd (“SMSTS”). Pulsar’s in-house initiative ‘Pulsar Scholars’, the quarterly bursary programme designed to support students in higher-education studying Science, Technology, Engineering and Mathematics (“STEM”), will partner with SMSTS’s Academic Space Programme which is designed to give students an opportunity to test their science projects at altitude.

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SMSTS deploys helium and hydrogen filled biodegradable natural latex space balloons, providing suborbital flights into the upper stratosphere (at an altitude of approximately 130,000 feet above sea level). The environment in the middle segment of the near-space, upper stratosphere, 30–48 kilometres above sea level, is similar to the environment on the surface of Mars: dry, cold, hypobaric pressure, and exposed to high doses of UV irradiation, making it ideal for students looking to test cube satellites and other scientific and technological experiments for durability.

Highlights

• The bursary funds of US$2,500 provided quarterly by the Pulsar Scholars initiative to STEM students will be used to pay SMSTS to test student projects and experiments in suborbital conditions.
• This partnership will provide students with reliable, proven, and sustainable test flights at heavily discounted rates for educational missions.
• By covering the full cost of the flight, the bursary ensures students have access to the resources and support they need to advance and test their projects effectively.

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Marc Farrington, Pulsar’s Head of PR & Partnerships commented: “Our in-house outreach initiative, Pulsar Scholars, has been providing quarterly bursaries of US$2,500 to support higher education students pursuing STEM subjects since 2023. Through our partnership with SMSTS, Pulsar Scholars will support their Academic Space Programme giving students an opportunity to test and validate the durability of their projects in one of the world’s most extreme environments.”

The Partnership

As SMSTS transitions from hydrogen-filled space balloons to align more closely with best practices in ballooning, primary helium is becoming the preferred lifting gas for its suborbital flights, offering sustainability on par with hydrogen.

SMSTS is expanding its Academic Space Programme, offering students the opportunity to test their science projects at high altitudes. Recognising the vital role of higher education in advancing scientific discovery, Pulsar, a science-focused company, has introduced the Pulsar Scholars initiative to support cutting-edge student projects. As part of this initiative, Pulsar will award quarterly bursaries of USD$2,500 to STEM students seeking to test their projects and experiments in suborbital conditions. The bursary funds will be used by students to pay SMSTS, which provides reliable, proven, and sustainable test flights at heavily discounted rates for educational missions. By covering the full cost of the flight, the bursary ensures students have access to the resources and support they need to advance and test their projects effectively.

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About Send My Stuff to Space Ltd

Founded by a team of educators, professors, and scientists passionate about making the wonders of spaceflight accessible to young people, SMSTS has established itself as a leader in educational space balloon flights. With hundreds of sustainable flights completed and a flawless 100% client payload recovery rate, the SMSTS operates under strict regulations set by the Federal Aviation Administration (“FAA”) and adheres to the Code of Federal Regulations (“CFR”). Trusted by prominent brands such as Mastercard, Oreo, Sony, Movember, and Canterbury, as well as launching with staff and students from top universities like the University of Maine, a renowned public land-grant research institution, and Middlebury College, one of the prestigious “Little Ivies,” SMSTS continues to uphold its reputation for innovation and excellence.

For more information, visit: https://sendmystufftospace.com/

About Pulsar Helium Inc.

Pulsar Helium Inc. is a publicly traded company listed on the AIM market of the London Stock Exchange and the TSX Venture Exchange with the ticker PLSR, as well as on the OTCQB with the ticker PSRHF. Pulsar’s portfolio consists of its flagship Topaz helium project in Minnesota, USA, and the Tunu helium project in Greenland. Pulsar is the first mover in both locations with primary helium occurrences not associated with the production of hydrocarbons identified at each.

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On behalf Pulsar Helium Inc.
“Thomas Abraham-James”
President, CEO and Director

Further Information:

Pulsar Helium Inc.
connect@pulsarhelium.com  
+ 1 (218) 203-5301
+44 (0)2033 55 9889

Strand Hanson Limited
(Nominated & Financial Adviser, and Joint Broker)
Ritchie Balmer / Rob Patrick / Richard Johnson
+44 (0) 207 409 3494

OAK Securities*
(Joint Broker)
Jerry Keen (Corporate Broking) / Henry Clarke (Institutional Sales) / Dillon Anadkat (Corporate Advisory)
info@OAK-securities.com
+44 203 973 3678

BlytheRay Ltd
(Financial PR)
Megan Ray / Said Izagaren
+44 207 138 3204                                                 
pulsarhelium@blytheray.com

*OAK Securities is the trading name of Merlin Partners LLP, a firm incorporated in the United Kingdom and regulated by the UK Financial Conduct Authority. 

For further information visit:

https://pulsarhelium.com

X https://x.com/pulsarhelium 

LinkedIn https://ca.linkedin.com/company/pulsar-helium-inc

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

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ROUYN-NORANDA, Quebec, Nov. 21, 2024 (GLOBE NEWSWIRE) — GLOBEX MINING ENTERPRISES INC. (GMX – Toronto Stock Exchange, G1MN – Frankfurt, Stuttgart, Berlin, Munich, Tradegate, Lang & Schwarz, LS Exchange, TTMzero, Düsseldorf and Quotrix Düsseldorf Stock Exchanges
and GLBXF – OTCQX International in the US) is pleased to inform shareholders that O3 Mining Inc. (OIII-TSXV, OIIIF-OTCQX) have initiated a two drill, 8,000 metre exploration program on the Cameron and Florence sections of their Kinebik Project which straddles over 55 kilometres strike of the auriferous Casa Berardi trend in Quebec, northwest of Lebel-sur-Quevillon. The Casa Berardi trend is the location of several large gold deposits including the +5-million-ounce Casa Berardi gold deposit.

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O3 Mining, in yesterday’s press release, has reported that the current drill program will focus principally on the Cameron and Florence areas which in large part were purchased from Globex (see Globex press release dated December 22, 2023). Globex sold 156 claims to O3 Mining for $2,000,000 payable, $150,000 in cash and 1,185,897 O3 Mining common shares. Globex retains a 2.5% Gross Metal Royalty on 104 claims and 1% Gross Metal Royalty on 52 claims. O3 Mining assumed responsibility for a pre-existing underlying 2% Net Smelter Royalty on the 52 claims purchased from Globex.

Globex Mining Enterprises Inc. Properties Outlined in Red Sold to O3 Mining

Current O3 Mining Map of Kinebik Project – Globex Royalty Claims Outlined in Blue and Priority Drill Areas in Red

The eight claim blocks that Globex sold to O3 Mining include numerous gold intersections in drill holes as well as surface showings. Previous geophysics, geologic mapping and prospecting and follow-up drilling demonstrated the yet to be adequately defined potential of the areas. Globex has full confidence in O3 Mining’s team of first-class explorationists to carry the projects forward.

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The Cameron area, designated for initial exploration in this drill program, straddles the east extension of the gold bearing horizon of the Flordin Gold Mine (per Abcourt Mines, May 2023 NI 43-101 Report by Oliver Vadnais-Leblanc P.Geo., Carl Pelletier P.Geo., Eric Lecomte P.Eng., and Simon Boudreau P.Eng. from InnovExplo Inc., 1,530,000 tonnes grading 2.18 g/t Au measured and indicated and 244,000 tonnes grading 2.38 g/t Au Inferred) and the Cartright Gold Zone (recent channel sampling up to 10.4 g/t Au over 12m) close to the Cameron claim blocks west boundary. The Florence claim block straddles a parallel series of gold bearing geological rock units. And, is east-northeast of the Discovery Gold Zone (Measured and Indicated Resource 1,186,000 tonnes grading 4.66 g/t Au and Inferred Resource 1,970,000 tonnes grading 4.80 g/t Au, March 28, 2023, NI 43-101, by Olivier Vadnais-Leblanc, P.Geo., Simon Boudreau, P.Eng., and Eric Lecomte, P.Eng. of InnovExplo Inc. per Abcourt Mines).

This press release was written by Jack Stoch, P. Geo., President and CEO of Globex in his capacity as a Qualified Person (Q.P.) under NI 43-101.

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Forward Looking Statements: Except for historical information, this news release may contain certain “forward looking statements”.  These statements may involve a number of known and unknown risks and uncertainties and other factors that may cause the actual results, level of activity and performance to be materially different from the expectations and projections of Globex Mining Enterprises Inc. (“Globex”).  No assurance can be given that any events anticipated by the forward-looking information will transpire or occur, or if any of them do so, what benefits Globex will derive therefrom.  A more detailed discussion of the risks is available in the “Annual Information Form” filed by Globex on SEDARplus.ca.

Photos accompanying this announcement are available at
https://www.globenewswire.com/NewsRoom/AttachmentNg/be044425-1020-41e9-ab67-14b9be4be133
https://www.globenewswire.com/NewsRoom/AttachmentNg/b2638bf7-c34f-41d7-b40e-8d9e74c99b8f

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(all amounts are expressed in millions of U.S. dollars, excluding per share amounts and unless otherwise stated)

TORONTO, Nov. 21, 2024 (GLOBE NEWSWIRE) — Real Matters Inc. (TSX: REAL) (“Real Matters” or the “Company”), a leading network management services platform for the mortgage and insurance industries, today announced its financial results for the fourth quarter and fiscal year ended September 30, 2024.

“Consolidated revenue increased 8% year-over-year to $45.6 million in the fourth quarter, and we posted positive Adjusted EBITDA^(A) of $0.6 million. U.S. Title Net Revenue^(A) increased 30% sequentially on stronger market volumes and market share increases. This growth in Net Revenue^(A) coupled with disciplined cost management allowed us to convert 100% of the increase to Adjusted EBITDA^(A),” said Real Matters Chief Executive Officer Brian Lang. “We launched six lenders in the fourth quarter, three of which were new U.S. Title clients, including one Tier 2 lender. Increases in our market share with our clients continue to underpin our performance, offsetting some of the impact of variable mortgage market conditions.”

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“Looking back at our fiscal 2024 performance, we delivered Adjusted EBITDA^(A) of $1.9 million – a significant improvement from a loss of $2.4 million in fiscal 2023, as we continued to prudently manage our cost base throughout the year in line with the variability in mortgage origination volumes. We grew our market share with our clients across all three segments, launched a total of 16 clients and four new channels during the year, delivering consolidated revenue growth of 5% in a record-low market. Net Revenue^(A) was up 8% from fiscal 2023 and we improved Net Revenue^(A) margins in all three segments,” added Lang.

“Heading into fiscal 2025, we are optimistic about the potential for growth as pent-up demand continues to build. Today, there are eight million outstanding mortgages with interest rates above 6% which represents a significant pool of potential refinance candidates. According to our Future Plans of Homeowners Survey, 40% of future buyers plan to buy a primary home when rates decline. These tailwinds, coupled with our market leadership in appraisal and the significant potential for expanding our U.S. Title business, position us well for growth. We continue to maintain a readiness posture to flex the business based on market dynamics and lender positioning. As we drive more transaction volumes on our platform, we expect to expand our margins and profitability in line with our long-term operating model,” concluded Lang.

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Q4 2024 Highlights

• Consolidated revenues of $45.6 million, up 8% year-over-year
• Consolidated Adjusted EBITDA^(A) of $0.6 million and net loss of $0.2 million
• Year-over-year market share gains with 3 of our top U.S. Appraisal clients
• Year-over-year market share gains with Tier 1 lender and launched 3 new clients in U.S. Title
• Launched 3 new clients in Canada and one new channel

Fiscal 2024 Highlights

• Consolidated revenues of $172.7 million, up 5% year-over-year
• U.S. Appraisal Net Revenue^(A) margin of 27.6% – in our target operating model range
• Positive consolidated Adjusted EBITDA of $1.9 million up from $(2.4) million in fiscal 2023
• Positive consolidated net income in fiscal 2024, up from a loss of $6.2 million in fiscal 2023
• Year-over-year market share gains in all three segments
• Launched 2 new lenders, 1 new channel in U.S. Appraisal
• Launched 7 new lenders and 1 new channel in U.S. Title
• Launched 7 new clients in Canada and 2 new channels in Canada
• Cash and cash equivalents of $49.1 million and no outstanding debt

Financial and Operational Summary

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Note 1 – Percentage change is calculated based on figures disclosed in our MD&A which are rounded to the nearest thousands of dollars.

Conference Call and Webcast
A conference call to review the results will take place at 10:00 a.m. (ET) on Thursday, November 21, 2024, hosted by Chief Executive Officer Brian Lang and Chief Financial Officer Rodrigo Pinto. An accompanying slide presentation will be posted to the Investor section of our website shortly before the call.

To access the call:

• Participant Local (Toronto): (416) 764-8624
• Participant Toll Free Dial-In Number: (888) 259-6580
• Conference ID: 77493257

To listen to the live webcast of the call:

The webcast will be archived and a transcript of the call will be available in the Investor section of our website following the call.

(A) Non-GAAP Measures
The non-GAAP measures used in this news release, including Net Revenue, Adjusted EBITDA and Adjusted Net Income do not have a standardized meaning prescribed by International Financial Reporting Standards and are therefore unlikely to be comparable to similar measures presented by other issuers. These non-GAAP measures are more fully defined and discussed in the Company’s MD&A for the three months and year ended September 30, 2024 under the heading “Non-GAAP measures”, which is incorporated by reference in this Press Release and available on SEDAR+ at www.sedarplus.ca.

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Real Matters financial results for the three months and year ended September 30, 2024 are included in the annual audited consolidated financial statements and the accompanying MD&A, each of which are available on SEDAR+ at www.sedarplus.ca. In addition, supplemental information is available on our website at www.realmatters.com.

Net Revenue represents the difference between revenues and transaction costs. Net Revenue margin is calculated as Net Revenue divided by Revenues. The reconciling items between net income or loss and Net Revenue were as follows:

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Adjusted EBITDA represents net income or loss before stock-based compensation expense, amortization, restructuring expenses, interest expense, interest income, net foreign exchange gain or loss, gain or loss on fair value of derivatives and income tax expense or recovery. Adjusted EBITDA margin is calculated as Adjusted EBITDA divided by Net Revenue. The reconciling items between net income or loss and Adjusted EBITDA were as follows:

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The reconciling items between net income or loss and Adjusted Net Income or Loss were as follows:

Forward-Looking Information
This Press Release contains “forward-looking information” within the meaning of applicable Canadian securities laws. Words such as “could”, “forecast”, “target”, “may”, “will”, “would”, “expect”, “anticipate”, “estimate”, “intend”, “plan”, “seek”, “believe”, “likely” and “predict” and variations of such words and similar expressions are intended to identify such forward-looking information, although not all forward-looking information contains these identifying words.

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The forward-looking information in this Press Release includes statements which reflect the current expectations of management with respect to our business and the industry in which we operate and is based on management’s experience and perception of historical trends, current conditions and expected future developments, as well as other factors that management believes appropriate and reasonable in the circumstances. The forward-looking information reflects management’s beliefs based on information currently available to management, including information obtained from third party sources, and should not be read as a guarantee of the occurrence or timing of any future events, performance or results.

The forward-looking information in this Press Release is subject to risks, uncertainties and other factors that are difficult to predict and that could cause actual results to differ materially from historical results or results anticipated by the forward-looking information. A comprehensive discussion of the factors which could cause results or events to differ from current expectations can be found in the “Risk Factors” section of our Annual Information Form for the year ended September 30, 2023, which is available on SEDAR+ at www.sedarplus.ca.

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Readers are cautioned not to place undue reliance on the forward-looking information, which reflect our expectations only as of the date of this Press Release. Except as required by law, we do not undertake to update or revise any forward-looking information, whether as a result of new information, future events or otherwise.

About Real Matters
Real Matters is a leading network management services provider for the mortgage lending and insurance industries. Real Matters’ platform combines its proprietary technology and network management capabilities with tens of thousands of independent qualified field professionals to create an efficient marketplace for the provision of mortgage lending and insurance industry services. Our clients include top 100 mortgage lenders in the U.S. and some of the largest banks and insurance companies in Canada. We are a leading independent provider of residential real estate appraisals to the mortgage market and a leading independent provider of title services in the U.S. Headquartered in Markham (ON), Real Matters has principal offices in Buffalo (NY) and Middletown (RI). Real Matters is listed on the Toronto Stock Exchange under the symbol REAL. For more information, visit www.realmatters.com.

For more information:
Lyne Beauregard
Vice President, Investor Relations and Corporate Communications
Real Matters
lbeauregard@realmatters.com

416.994.5930

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Serabi Gold Files NI 43-101 Technical Report for the Coringa Gold Project

Serabi Gold (AIM:SRB, TSX:SBI; OTCQX: SRBIF) the Brazilian focused gold mining and development company, is pleased to announce that it has publicly filed its detailed Technical Report (the “Technical Report”) of its updated preliminary economic analysis (“PEA”) and updated mineral resource estimate (“Mineral Resource Estimate”) for its 100% owned Coringa Gold Project (the “Project”), located in Pará State, Brazil, within the Tapajós region. The Technical Report is dated November 13, 2024, effective April 16, 2024, and supports the scientific and technical disclosure in the PEA and Mineral Resource Estimate (see October 7, 2024, press release).

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The Technical Report is titled “Coringa Project, Preliminary Economic Assessment, NI 43-101 Technical Report, Pará State, Brazil” and was prepared by NCL Ingeniería y Construcción SpA (“NCL”) of Santiago, Chile for the Project and has been reviewed and approved by the following qualified persons under National Instrument 43-101 – Standards of Disclosure for Mineral Projects (“NI 43-101”) in accordance with the rules of the Canadian Institute of Mining, Metallurgy and Petroleum (“CIM”), which is an internationally recognised standard pursuant to the AIM Rules.

Qualified Persons

• Mr. Carlos Guzmán, RM CMC, FAusIMM, Principal/Project Director, NCL
• Mr. Gustavo Tapia, RM CMC, Metallurgical and Process Consultant, GT Metallurgy
• Mr. Nicolás Fuster, RM CMC, MAusIMM, Geologist

The information contained within this announcement is deemed by the Company to constitute inside information as stipulated under the Market Abuse Regulations (EU) No. 596/2014 as it forms part of UK Domestic Law by virtue of the European Union (Withdrawal) Act 2018.

The person who arranged for the release of this announcement on behalf of the Company was Andrew Khov, Vice President, Investor Relations & Business Development.

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About Serabi Gold plc
Serabi Gold plc is a gold exploration, development and production company focused on the prolific Tapajós region in Para State, northern Brazil. The Company has consistently produced 30,000 to 40,000 ounces per year with the Palito Complex and is planning to double production in the coming years with the construction of the Coringa Gold project. Serabi Gold plc recently made a copper-gold porphyry discovery on its extensive exploration licence. The Company is headquartered in the United Kingdom with a secondary office in Toronto, Ontario, Canada.

Enquiries

SERABI GOLD plc
Michael Hodgson        t +44 (0)20 7246 6830
Chief Executive        m +44 (0)7799 473621

Clive Line        t +44 (0)20 7246 6830
Finance Director        m +44 (0)7710 151692

Andrew Khov         m +1 647 885 4874
Vice President, Investor Relations &
Business Development
        e contact@serabigold.com

        www.serabigold.com

BEAUMONT CORNISH Limited
Nominated Adviser & Financial Adviser
Roland Cornish / Michael Cornish        t +44 (0)20 7628 3396

PEEL HUNT LLP
Joint UK Broker
Ross Allister        t +44 (0)20 7418 9000

TAMESIS PARTNERS LLP
Joint UK Broker
Charlie Bendon/ Richard Greenfield        t +44 (0)20 3882 2868

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CAMARCO
Financial PR – Europe
Gordon Poole / Emily Hall                t +44 (0)20 3757 4980

HARBOR ACCESS
Financial PR – North America
Jonathan Patterson / Lisa Micali                t +1 475 477 9404

Copies of this announcement are available from the Company’s website at www.serabigold.com.

See www.serabigold.com for more information and follow us on twitter @Serabi_Gold

Assay Results
Assay results reported within this release include those provided by the Company’s own on-site laboratory facilities at Palito and have not yet been independently verified. Serabi closely monitors the performance of its own facility against results from independent laboratory analysis for quality control purpose. As a matter of normal practice, the Company sends duplicate samples derived from a variety of the Company’s activities to accredited laboratory facilities for independent verification. Since mid-2019, over 10,000 exploration drill core samples have been assayed at both the Palito laboratory and certified external laboratory, in most cases the ALS laboratory in Belo Horizonte, Brazil. When comparing significant assays with grades exceeding 1 g/t gold, comparison between Palito versus external results record an average over-estimation by the Palito laboratory of 6.7% over this period. Based on the results of this work, the Company’s management are satisfied that the Company’s own facility shows sufficiently good correlation with independent laboratory facilities for exploration drill samples. The Company would expect that in the preparation of any future independent Reserve/Resource statement undertaken in compliance with a recognized standard, the independent authors of such a statement would not use Palito assay results without sufficient duplicates from an appropriately certificated laboratory.

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Forward-looking statements
Certain statements in this announcement are, or may be deemed to be, forward looking statements. Forward looking statements are identified by their use of terms and phrases such as ‘‘believe’’, ‘‘could’’, “should” ‘‘envisage’’, ‘‘estimate’’, ‘‘intend’’, ‘‘may’’, ‘‘plan’’, ‘‘will’’ or the negative of those, variations or comparable expressions, including references to assumptions. These forward-looking statements are not based on historical facts but rather on the Directors’ current expectations and assumptions regarding the Company’s future growth, results of operations, performance, future capital and other expenditures (including the amount, nature and sources of funding thereof), competitive advantages, business prospects and opportunities. Such forward looking statements reflect the Directors’ current beliefs and assumptions and are based on information currently available to the Directors. Several factors could cause actual results to differ materially from the results discussed in the forward-looking statements including risks associated with vulnerability to general economic and business conditions, competition, environmental and other regulatory changes, actions by governmental authorities, the availability of capital markets, reliance on key personnel, uninsured and underinsured losses and other factors, many of which are beyond the control of the Company. Although any forward-looking statements contained in this announcement are based upon what the Directors believe to be reasonable assumptions, the Company cannot assure investors that actual results will be consistent with such forward looking statements.

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Qualified Persons Statement
The scientific and technical information contained within this announcement has been reviewed and approved by Michael Hodgson, a Director of the Company. Mr Hodgson is an Economic Geologist by training with over 30 years’ experience in the mining industry. He holds a BSc (Hons) Geology, University of London, a MSc Mining Geology, University of Leicester and is a Fellow of the Institute of Materials, Minerals and Mining and a Chartered Engineer of the Engineering Council of UK, recognizing him as both a Qualified Person for the purposes of Canadian National Instrument 43-101 and by the AIM Guidance Note on Mining and Oil & Gas Companies dated June 2009.

Notice
Beaumont Cornish Limited, which is authorised and regulated in the United Kingdom by the Financial Conduct Authority, is acting as nominated adviser to the Company in relation to the matters referred herein. Beaumont Cornish Limited is acting exclusively for the Company and for no one else in relation to the matters described in this announcement and is not advising any other person and accordingly will not be responsible to anyone other than the Company for providing the protections afforded to clients of Beaumont Cornish Limited, or for providing advice in relation to the contents of this announcement or any matter referred to in it.

Neither the Toronto Stock Exchange, nor any other securities regulatory authority, has approved or disapproved of the contents of this news release

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MONTREAL, Nov. 20, 2024 (GLOBE NEWSWIRE) — Osisko Development Corp. (NYSE: ODV, TSXV: ODV) (“Osisko Development” or the “Company“) is pleased to announce the approval of the BC Mines Act permits for its 100%-owned Cariboo Gold Project (“Cariboo” or the “Project“) located in central British Columbia (“BC“), Canada. The approval of these permits marks an important milestone in enabling the Company to move forward with the construction and operation of the underground Cariboo Gold Project.

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“Receipt of the construction and operating permits for the Cariboo Gold Project is a major milestone and monumental achievement for Osisko Development and its stakeholders. It is the culmination of almost five years of extensive discussion and consultation with provincial regulators, Indigenous nations and host communities in ensuring the Project becomes a model for responsible mine development and environmental stewardship that redefines mining for a better future,” commented Sean Roosen, Founder, Chairman and CEO.

“As permitting complexity and timelines increase globally, BC’s new environmental assessment and permitting framework demonstrates the province’s commitment to sustainable mine development relying on a robust consultation process, on predictable, legislated timelines, alongside a clear set of information requirements. We commend all those involved in ensuring the Cariboo Gold Project is successful in navigating this new rigorous review process and in securing key permits for construction and operation.”

Lhtako Dené Nation Chief Clifford Lebrun remarked, “The Cariboo Gold Project represents a significant opportunity for Lhtako Dené Nation and we are pleased that it has received its BC Mines Act Permits. The Mine and its surrounding infrastructure is firmly located in our core traditional territory, and we have been active participants at every stage of the project from mineral exploration to the Environmental Assessment and the BC Mines Act Permit. We look forward to a sustainable and growing relationship with Osisko Development as the project proceeds through to operation.”

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Honourable Jagrup Brar, British Columbia’s Minister of Mining and Critical Minerals, noted,
“My congratulations to Osisko Development Corporation for your hard work and collaboration with partners and local communities in reaching this important milestone and obtaining a permit for the Cariboo Gold mine. The first project wholly assessed under the new 2018 Environmental Assessment Act, Cariboo Gold is crucial for BC, creating good jobs and opening up long-term opportunities for local businesses, communities, and First Nations, all while adhering to top-tier environmental protection.”

With the key Project construction and operating permits secured, and the remaining Environmental Management Act permits referred to the Statutory Decision Maker of the Ministry of Energy and Climate Solutions – with a decision expected shortly – the Company is advancing discussions, which are active and ongoing, on various funding options, including a comprehensive financing package.

Progress continues on the ongoing bulk sample and underground development in the Lowhee Zone alongside the optimized feasibility study work, which are slated to be completed in Q1 2025 and Q2 2025, respectively. Additionally, work advances on other pre-construction activities, including on certain detailed engineering and project execution work. Execution on these milestones will play a crucial role in ongoing financing discussions.

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A formal positive final investment decision and the engagement on a project financing package in the coming months would allow for full-scale construction to commence in the second half of 2025 with a targeted completion date at the end of 2027.

DEVELOPING A GENERATIONAL DISTRICT IN THE CARIBOO REGION

The Cariboo Gold Project is estimated to operate over an initial 12-year mine life, based on the 2023 Cariboo FS (as defined herein), not including any potential future mine life extensions from resource conversion or further exploration success. Key highlights of the Project include:

• Gold production of up to 223 thousand ounces (“koz“) per annum during peak operations and averaging 194 koz of gold per annum during Phase 2 at 4,900 tonnes per day;
  • Work is advancing on an optimized feasibility study which is expected to be completed in Q2 2025 (see Optimized Feasibility Study);
• Direct employment of approximately 634 workers during the project construction period and up to 488 employees during peak steady-state operations, creating safe and empowering employment for the community;
• Beyond direct job creation, the Project’s activities are anticipated to contribute to significant economic development including the creation of ancillary job opportunities among suppliers, various sub-contractors and other groups within the local communities and broader Cariboo region;
• Over the initial 12-year mine life, the Company anticipates investing C$588.4 million in initial and expansion capital costs and C$466.6 million in sustaining capital costs, with the overwhelming majority to be spent locally and in the province of BC;
• Access to the predominantly green hydroelectric BC power grid provides unparalleled opportunities to minimize the Project’s carbon footprint by deploying a largely electric equipment fleet, while benefitting from favourable energy pricing at 6.6¢ per kWh (CAD$);
• Low impact mining from deploying ore sorter and roadheader technologies that significantly reduce the carbon footprint by generating fewer waste rock at lower energy intensity relative to other traditional mining operations;
• Significant exploration upside at depth with the current Mineral Reserves and Resources only defined over an average depth of 350 meters from surface, while considerable potential also exists on the broader Cariboo property across a combined 83 km mineralized trend.

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CARIBOO GOLD PROJECT PERMITS

Following a robust and rigorous review process by a dedicated Mine Review Committee, set up by the Major Mines Office, the Company received or referred the following permits for the Cariboo Gold Project:

• M-247 – Mines Act permit for the Mine Site Complex and Bonanza Ledge (received);
• M-198 – Mines Act permit for the QR Mill (received);
• PE-111511 – Environmental Management Act Permit for the Mine Site Complex (referred);
• PE-12601 – Environmental Management Act Permit for QR Mill (referred); and
• PE-17876 – Environmental Management Act Permit for Bonanza Ledge (referred).

The Mines Act permits grant the Company the ability to proceed with the construction, operation and reclamation activities on each of the site boundaries, as outlined within the scope of the Project. The Environmental Management Act permits pertain to any Project-related discharge activities to the environment, including water and air, and the framework and limitations thereof, within the areas outside of the immediate mine site boundaries.

Work is ongoing with the Ministry of Water, Land and Resource Stewardship and the Ministry of Forests, which is tracking well, on obtaining all necessary approvals for the construction of the transmission line.

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INDIGENOUS NATIONS

The Company is committed to advancing collaborative partnerships with Indigenous nations related to the Project as evidenced by years of extensive consultation and the signing and ongoing implementation of the participation agreements with each of the Lhtako Dené Nation in 2020 and the Williams Lake First Nation in 2022. The Company is working towards an agreement with the Xatśūll First Nation, with whom it continues to engage and consult. This includes good faith and reasonable offers for financial and other benefits along substantially similar frameworks as those agreed to by Lhtako Dené Nation and Williams Lake First Nation.

The Company is dedicated to developing a modern, safe and sustainable operation at the Cariboo Gold Project, and remains committed to engaging in constructive dialogue to ensure all Indigenous nations and stakeholders benefit from the development of the Project, whilst ensuring it remains viable.

OPTIMIZED FEASIBILITY STUDY

The Company is advancing work on an optimized feasibility study (“OFS“) for the Cariboo Gold Project, which is anticipated to be completed in Q2 2025. The scope of the OFS will take into account and include, among other things, certain mining and processing flowsheet optimizations including improvements to the flotation circuit, an accelerated development timeline directly to 4,900 tonnes per day throughput, updated metal price and foreign exchange assumptions, and updated operating and capital cost estimates to reflect the current environment. The OFS work follows the framework set out in the existing ongoing permitting process.

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BULK SAMPLE AND UNDERGROUND DEVELOPMENT UPDATE

In Q1 2024, under an existing provincial permit, the Company commenced an underground development drift from the existing Cow Portal into the Cariboo Gold Project’s mineral deposit at the Lowhee Zone. The objective of the bulk sample work program is to develop into the ore body and extract a 10,000 tonne bulk sample of mineralized material for mining, ore sorting and processing testing.

• For the development of the underground drift the Company has been utilizing a combination of continuous mining using a fully-electric Sandvik roadheader, which has been performing favorably, and traditional drilling and blasting.
• To date, approximately 1,083 meters of development has been completed or approximately 92%, with another 89 meters remaining to reach the target area.
• The Company anticipates completing the bulk sample program and release the results thereof in Q1 2025.

Figure 1: Bulk sample location and ramp progress (November 17, 2024).

Figure 2: Main decline ramp overall view (left) and development of Lowhee top sill access for stope extraction (right).

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Figure 3: Visible sulfide mineralization within the bulk sample stope area development.

Qualified Persons

The scientific and technical information contained in this news release has been reviewed and approved by Daniel Downton, P.Geo., Chief Resource Geologist of Osisko Development, a “qualified person” within the meaning of National Instrument 43-101 – Standards of Disclosure for Mineral Projects (“NI 43-101“).

Technical Reports

Information relating to the Cariboo Gold Project and the current feasibility on the Cariboo Gold Project and the assumptions, qualifications and limitations thereof is supported by the technical report titled “Feasibility Study for the Cariboo Gold Project, District of Well, British Columbia, Canada“, dated January 10, 2023 (amended January 12, 2023) with an effective date of December 30, 2022 prepared for the Company by independent representatives BBA Engineering Ltd. and supported by independent consulting firms, including InnovExplo Inc., SRK Consulting (Canada) Inc., Golder Associates Ltd. (amalgamated with WSP Canada Inc. on January 1, 2023, to form WSP Canada Inc.), WSP USA Inc., Falkirk Environmental Consultants Ltd., Klohn Crippen Berger Ltd., KCC Geoconsulting Inc., and JDS Energy & Mining Inc. (the “ 2023 Cariboo FS“). Reference should be made to the full text of the Cariboo Technical Report, which was prepared in accordance with NI 43-101 and is available electronically on SEDAR+ (www.sedarplus.ca) and on EDGAR (www.sec.gov) under Osisko Development’s issuer profile and on the Company’s website at www.osiskodev.com.

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ABOUT
OSISKO
DEVELOPMENT
CORP.

Osisko Development Corp. is a North American gold development company focused on past-producing mining camps located in mining friendly jurisdictions with district scale potential. The Company’s objective is to become an intermediate gold producer by advancing its 100%-owned Cariboo Gold Project, located in central B.C., Canada, the Tintic Project in the historic East Tintic mining district in Utah, U.S.A., and the San Antonio Gold Project in Sonora, Mexico. In addition to considerable brownfield exploration potential of these properties, that benefit from significant historical mining data, existing infrastructure and access to skilled labour, the Company’s project pipeline is complemented by other prospective exploration properties. The Company’s strategy is to develop attractive, long-life, socially and environmentally sustainable mining assets, while minimizing exposure to development risk and growing mineral resources.

For further information, visit our website at www.osiskodev.com or contact:

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CAUTION REGARDING FORWARD LOOKING STATEMENTS

Certain statements contained in this news release may be deemed “forward-looking statements” within the meaning of the United States Private Securities Litigation Reform Act of 1995 and “forward-looking information” within the meaning of applicable Canadian securities legislation (together, “forward-looking statements”). These forward-looking statements, by their nature, require Osisko Development to make certain assumptions and necessarily involve known and unknown risks and uncertainties that could cause actual results to differ materially from those expressed or implied in these forward-looking statements. Forward-looking statements are not guarantees of performance. Words such as “may”, “will”, “would”, “could”, “expect”, “believe”, “plan”, “anticipate”, “intend”, “estimate”, “continue”, or the negative or comparable terminology, as well as terms usually used in the future and the conditional, are intended to identify forward-looking statements. Information contained in forward-looking statements is based upon certain material assumptions that were applied in drawing a conclusion or making a forecast or projection, including the assumptions, qualifications and limitations relating to the significance of regional exploration potential; the ability of the Company to complete the OFS and the scope, results and timing of thereof; progress in respect of pre-construction activities at Cariboo; the potential for unknown mineralized structures to extend existing zones of mineralization; category conversion; the timing and status of permitting; future consultation efforts between Osisko Development and Xatśūll First Nation; the future development and operations at the Cariboo Gold Project; the results of ongoing stakeholder engagement; the capital resources available to the Company; the ability of the Company to execute its planned activities, including as a result of its ability to seek additional funding; the ability of the Company to obtain future financing and the terms of such financing including a fully-funded solution for the Cariboo Gold Project; management’s perceptions of historical trends, current conditions and expected future developments; the ability and timing for Cariboo to reach commercial production (if at all); sustainability and environmental impacts of operations at the Company’s properties; the results (if any) of further exploration work to define and expand mineral resources; the ability of exploration work (including drilling) to accurately predict mineralization; the ability of the Company to expand mineral resources beyond current mineral resource estimates; the ability of the Company to complete its exploration and development objectives for its projects in the timing contemplated and within expected costs (if at all); the ability and timing for Cariboo to reach commercial production (if at all); the ability to adapt to changes in gold prices, estimates of costs, estimates of planned exploration and development expenditures; the ability of the Company to obtain further capital on reasonable terms; the profitability (if at all) of the Company’s operations; as well as other considerations that are believed to be appropriate in the circumstances, and any other information herein that is not a historical fact may be “forward looking information”. Material assumptions also include, management’s perceptions of historical trends, management’s understanding of the permitting process and status thereof, the ability of exploration (including drilling and chip sampling assays, and face sampling) to accurately predict mineralization, budget constraints and access to capital on terms acceptable to the Company, current conditions and expected future developments, regulatory framework remaining defined and understood, results of further exploration work to define or expand any mineral resources, as well as other considerations that are believed to be appropriate in the circumstances. Osisko Development considers its assumptions to be reasonable based on information currently available, but cautions the reader that their assumptions regarding future events, many of which are beyond the control of Osisko Development, may ultimately prove to be incorrect since they are subject to risks and uncertainties that affect Osisko Development and its business. Such risks and uncertainties include, among others, risks relating to third-party approvals, including the issuance of permits by the government, capital market conditions and the Company’s ability to access capital on terms acceptable to the Company for the contemplated exploration and development at the Company’s properties; the ability to continue current operations and exploration; regulatory framework and presence of laws and regulations that may impose restrictions on mining; the ability of exploration activities (including drill results and chip sampling, and face sampling results) to accurately predict mineralization; errors in management’s geological modelling; the timing and ability of the Company to obtain required approvals and permits; the results of exploration activities; risks relating to exploration, development and mining activities; the global economic climate; metal and commodity prices; fluctuations in the currency markets; dilution; environmental risks; and community, non-governmental and governmental actions and the impact of stakeholder actions. Osisko Development is confident a robust consultation process was followed in relation to its received BC Mines Act permits for the Cariboo Gold Project and continues to actively consult and engage with Indigenous nations and stakeholders. While any party may seek to have the decision related to the BC Mines Act permits reviewed by the courts, the Company does not expect that such a review will impact its ability to proceed with the construction and operation of the Cariboo Gold Project in accordance with the approved BC Mines Act permits. Readers are urged to consult the disclosure provided under the heading “Risk Factors” in the Company’s annual information form for the year ended December 31, 2023 as well as the financial statements and MD&A for the year ended December 31, 2023, which have been filed on SEDAR+ (www.sedarplus.ca) under Osisko Development’s issuer profile and on the SEC’s EDGAR website (www.sec.gov), for further information regarding the risks and other factors facing the Company, its business and operations. Although the Company’s believes the expectations conveyed by the forward-looking statements are reasonable based on information available as of the date hereof, no assurances can be given as to future results, levels of activity and achievements. The Company disclaims any obligation to update any forward-looking statements, whether as a result of new information, future events or results or otherwise, except as required by law. Forward-looking statements are not guarantees of performance and there can be no assurance that these forward-looking statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements.

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Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this news release. No stock exchange, securities commission or other regulatory authority has approved or disapproved the information contained herein.

Photos accompanying this announcement are available at:
https://www.globenewswire.com/NewsRoom/AttachmentNg/c5dbcc5e-81ad-4986-b941-485361750061

https://www.globenewswire.com/NewsRoom/AttachmentNg/29d4e7e5-b7ad-4199-bfc8-0bb8330144a0

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CALGARY, Alberta, Nov. 20, 2024 (GLOBE NEWSWIRE) — Condor Energies Inc. (“Condor” or the “Company”) (TSX: CDR) is pleased to announce that it has entered into an agreement with Research Capital Corporation, as the lead agent and sole bookrunner, on behalf of a syndicate of agents, including Auctus Advisors LLP and Canaccord Genuity Corp. (collectively, the “Agents”) in connection with a brokered private placement of common shares of the Company (the “Common Shares”) at a price of $1.90 per Common Share for aggregate gross proceeds of up to $10,000,000 (the “Offering”).

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The lead investor and largest shareholder of the Company, EurAsia Resource Value S.E., along with certain insiders and other significant strategic investors of the Company, are expected to subscribe into the Offering.

Condor continues to make significant progress in Uzbekistan, achieving an average current production of 11,066 boe/d over the past seven days, which represents an approximate 11% increase relative to 10,010 boe/d in the third quarter of 2024. The Company is currently operating two workover rigs in Uzbekistan with plans to add a third workover rig in early 2025. The Company also intends to commence its infill drilling campaign during the first half of 2025.

The net proceeds of the Offering will be used for the ongoing workover program as part of Condor’s production enhancement service activities in Uzbekistan, accelerating a multi-well horizontal drilling program, purchasing additional in-field flowline water separation systems and field equipment, upgrading field facilities, working capital and general corporate purposes. Condor is continuing and expanding the workover program initiated in June 2024 comprised of plunger lift installations, production tubing replacements, perforating previously non-depleted and bypassed pay zones and other workover activities.

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The Company anticipates offering the Common Shares to qualified investors in (i) all the provinces of Canada, except Québec, pursuant to the listed issuer financing exemption (the “LIFE”) under Part 5A.2 of National Instrument 45-106 – Prospectus Exemptions (“NI 45-106”); and (ii) other qualifying jurisdictions, including but not limited to the United States, under applicable private placement exemptions. Common Shares sold pursuant to the LIFE in Canada will not be subject to resale restrictions under applicable Canadian securities laws, but any Common Shares sold in jurisdictions outside of Canada may be subject to hold periods and other resale restrictions. There is an offering document related to this Offering (the “Offering Document”) that can be accessed under the Company’s profile at www.sedarplus.ca and on the Company’s website at www.condorenergies.ca. Prospective investors should read the Offering Document before making an investment decision.

The Offering is anticipated to close on or about December 5, 2024, or such later date as the Agents and the Company may determine. The closing is subject to certain conditions including, but not limited to, the receipt of all necessary regulatory and other approvals, including the approval of the Toronto Stock Exchange (the “TSX”).

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The Company has agreed to pay to the Agents a cash commission equal to 6% of the gross proceeds of the Offering. In addition, the Company has agreed to issue to the Agents broker warrants of the Company to acquire in aggregate the number of Common Shares equal to 3% of the number of Common Shares sold under the Offering. The Agents may exercise the broker warrants for a period of 24 months following the Offering at an exercise price of $2.20. Notwithstanding the foregoing, the Company has agreed to pay to the Agents a reduced cash commission equal to 2% of the gross proceeds of certain president’s list orders.

This news release does not constitute an offer to sell or a solicitation of an offer to buy nor shall there be any sale of any of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful, including any of the securities in the United States of America. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the “1933 Act”) or any state securities laws and may not be offered or sold within the United States or to, or for account or benefit of, U.S. Persons (as defined in Regulation S under the 1933 Act) unless registered under the 1933 Act and applicable state securities laws, or an exemption from such registration requirements is available.

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About Condor

Condor is a Canadian-based, TSX-listed energy transition company focused on European and Asian markets. The Company produces natural gas and condensate in Uzbekistan stemming from a production enhancement services contract for increasing the production, ultimate recovery and overall system efficiency from an integrated cluster of eight conventional natural gas-condensate fields. The Company also has ongoing initiatives to construct and operate LNG facilities in Kazakhstan and to develop and produce lithium brine in Kazakhstan.

The TSX does not accept responsibility for the adequacy or accuracy of this news release.

For further information, please contact:
Don Streu, President and Chief Executive Officer
Sandy Quilty, Vice President of Finance and Chief Financial Officer
Telephone: (403) 201-9694

Cautionary Note Regarding Forward-Looking Information

This news release contains forward-looking statements and forward-looking information as defined under applicable Canadian and U.S. securities laws (collectively, “forward-looking information”). Forward-looking information includes, without limitation, forecasts, estimates, plans, projections, targets, expectations and objectives for future operations and financial results, and the use of words such as “may”, “will”, “should”, “expect”, “anticipate”, “continue”, “plan”, “ongoing”, “strive”, “expand” and similar expressions are intended to identify forward-looking information. The forward-looking information contained herein is provided for the purpose of assisting readers in understanding management’s current expectations and plans relating to the future. These forward‐looking statements or information relate to, among other things: Condor’s expectations as to the insiders and significant shareholders that will subscribe to the Offering; the aggregate gross proceeds of the Offering including the aggregate gross proceeds from insider and significant shareholder subscriptions; Condor’s continued energy production progress in Uzbekistan; Condor’s plans to add a third workover rig in Uzbekistan in early 2025; the timing and ability of Condor to commence its infill drilling campaign in Uzbekistan in the first half of 2025; the allocation and use of proceeds of the Offering ; Condor’s expectations as to the jurisdictions in which the Offering will take place; the anticipated closing date of the Offering and Condor’s expectation that its project to construct and operate LNG facilities in Kazakhstan will be ongoing.

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Forward-looking information is subject to known and unknown risks, uncertainties and other factors that may cause the actual actions, events or results to be materially different from those expressed or implied by such forward-looking information, including but not limited to: general economic, market and business conditions; volatility in market conditions including market prices for natural gas; risks related to the exploration, development and production of natural gas and condensate reserves; risks inherent in the Company’s international operations; risks related to the timing of completion of the Company’s projects and financings; competition for capital; the availability of capital on acceptable terms; reliance on third parties to execute the Company’s strategy; and increasing regulations affecting the Company’s future operations. Additional risk factors relevant to the Company and the Common Shares are discussed under the heading “Risk Factors” in the Company’s annual information form for the year ended December 31, 2023 and under the heading “Forward-Looking Statements” in the Company’s management’s discussion and analysis for the three and nine months ended September 30, 2024, both of which are available under the Company’s profile on SEDAR+ at www.sedarplus.ca.

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The above summary of assumptions and risks related to forward-looking information is provided in this news release to assist prospective investors with understanding the risks associated with an investment in the Common Shares and may not be appropriate for other purposes. The Company’s actual results could differ materially from those expressed in or implied by these forward-looking statements, and no assurance can be given that any of the events anticipated by the forward-looking statements will transpire or occur. Readers are therefore cautioned that they should not unduly rely on the forward-looking statements included in this news release.

The forward-looking statements included in this news release are expressly qualified by this cautionary statement and are made only as of the date of this news release. The Company does not undertake any obligation to publicly update or revise any forward-looking statements except as required by applicable securities laws.

ABBREVIATIONS

The following is a summary of abbreviations used in this news release:

boe/d  Barrels of oil equivalent per day
$          Canadian Dollars
LNG    Liquefied Natural Gas

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VANCOUVER, British Columbia, Nov. 20, 2024 (GLOBE NEWSWIRE) — Anfield Energy Inc. (TSX.V: AEC; OTCQB: ANLDF; FRANKFURT: 0AD) (“Anfield” or “the Company”) is pleased to announce that independent proxy advisory firm Institutional Shareholder Services Inc. (“ISS”) has recommended Anfield shareholders (“Shareholders”) vote “FOR” the resolution approving the previously announced plan of arrangement involving Anfield and IsoEnergy Ltd. (the “Arrangement”) at the upcoming Special Meeting of Shareholders (the “Meeting”) to be held on December 3, 2024.

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In its report, ISS stated, among other things, that, “The proposed amalgamation makes strategic sense as it appears to represent the best alternative among the opportunities available to improve the ability to increase shareholder value, and it is anticipated the transaction will enhance value for shareholders through ownership in a company with growth potential, and with an improved balance sheet.”

The
Board
of
Directors
of Anfield recommends
that Shareholders vote FOR the special resolution approving the Arrangement.

The proxy voting deadline is 10:00 a.m. (Vancouver time) on Friday, November 29, 2024.

Meeting Details

The Meeting will begin on Tuesday, December 3, 2024, at 10:00 a.m. (Vancouver time). The Meeting will be held in person at 1111 West Hastings Street, 15^th Floor, Vancouver British Colombia V6E 2J3.

For complete details and links to all relevant documents related to the Meeting please visit https://anfieldenergy.com/special-meeting-vote/.

Shareholder Questions and Voting Assistance

Shareholders who have questions about voting their shares may contact the Company’s proxy solicitation agent and shareholder communications advisor, Laurel Hill Advisory Group:

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Toll Free: 1-877-452-7184 (for Shareholders in North America)

International: +1 416-304-0211 (for Shareholders outside Canada and the US)

By Email: assistance@laurelhill.com

About
Anfield

Anfield is a uranium and vanadium development and near-term production company that is committed to becoming a top-tier energy-related fuels supplier by creating value through sustainable, efficient growth in its assets. Anfield is a publicly traded corporation listed on the TSX Venture Exchange (AEC-V), the OTCQB Marketplace (ANLDF) and the Frankfurt Stock Exchange (0AD).

On behalf of the Board of Directors
ANFIELD ENERGY INC.
Corey Dias, Chief Executive Officer

Contact:
Anfield Energy, Inc. Clive Mostert
Corporate Communications 780-920-5044
contact@anfieldenergy.com
www.anfieldenergy.com

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this news release. No securities regulatory authority has either approved or disapproved of the contents of this news release.

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None of the securities to be issued pursuant to the Arrangement have been or will be registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act“), or any state securities laws, and any securities issuable in the Arrangement are anticipated to be issued in reliance upon available exemptions from such registration requirements pursuant to Section 3(a)(10) of the U.S. Securities Act and applicable exemptions under state securities laws. This press release does not constitute an offer to sell, or the solicitation of an offer to buy, any securities.

Cautionary Note Regarding Forward-Looking Information

This press release contains “forward-looking information” within the meaning of applicable Canadian securities legislation. Generally, forward-looking information can be identified by the use of forward-looking terminology such as “plans”, “expects” or “does not expect”, “is expected”, “budget”, “scheduled”, “estimates”, “forecasts”, “intends”, “anticipates” or “does not anticipate”, or “believes”, or variations of such words and phrases or state that certain actions, events or results “may”, “could”, “would”, “might” or “will be taken”, “occur” or “be achieved”. These forward-looking statements or information may relate to the Transaction, including statements with respect to the availability of the exemption under Section 3(a)(10) of the U.S. Securities Act with respect to the securities issuable in the Arrangement and any other activities, events or developments that the companies expect or anticipate will or may occur in the future.

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Forward-looking statements are necessarily based upon a number of assumptions that, while considered reasonable by management at the time, are inherently subject to business, market and economic risks, uncertainties and contingencies that may cause actual results, performance or achievements to be materially different from those expressed or implied by forward-looking statements. Such assumptions include, but are not limited to, assumptions that the exemption under Section 3(a)(10) of the U.S. Securities Act with respect to the securities issuable in the Arrangement will be available. Although the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking information.

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Such statements represent the current views of the Company with respect to future events and are necessarily based upon a number of assumptions and estimates that, while considered reasonable by the Company, are inherently subject to significant business, economic, competitive, political and social risks, contingencies and uncertainties. Risks and uncertainties include, but are not limited to the following: the inability of the parties to the Arrangement to rely on the exemption under Section 3(a)(10) of the U.S. Securities Act with respect to the securities issuable in the Arrangement. The Company does not undertake to update any forward-looking information, except in accordance with applicable securities laws.

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TORONTO, Nov. 20, 2024 (GLOBE NEWSWIRE) — Xanadu Mines Ltd (ASX: XAM, TSX: XAM) (Xanadu or the Company) is pleased to announce strong surface copper assay results from its Sant Tolgoi Project located in Zavkhan Province of Western Mongolia (Figures 1 and 2). Geological mapping, surface rock-chip sampling and geophysics have confirmed the preference of several large anomalies associated with outcropping mafic intrusions. The objective of the multi-discipline exploration programme is to collect the data required to identify drill targets within the large Sant Tolgoi Intrusive Complex. Four targets have been identified and a total of 3000m of reconnaissance drilling has been planned to test all targets for high-grade massive sulphide copper and nickel.

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Highlights

• Reconnaissance rock-chip samples collected at the Sant Tolgoi project have returned high-grade results of up to 2.1% Cu from multiple gossan outcrops
• Detailed mapping, geophysics and geochemistry defines at least 4 high-priority drill targets over a 4-kilometre-long splay off the Khangai Fault System
• Follow-up drilling to commence in Q2 2025

Xanadu’s VP Exploration, Dr Andrew Stewart, said:

“We are very excited about the latest results from the Sant Tolgoi exploration program which was designed to collect data required to identify drill targets. Our exploration strategy at Sant Tolgoi focuses on outcropping mafic intrusions where anomalous assay results and detailed geophysics has defined four targets within 100-metres of surface.

“This project represents an exciting greenfields opportunity, and is potentially a new Magmatic Cu and possibly Ni-PGE District in an under-explored mineral province of Western Mongolia. These latest results validate and refine our exploration models providing our exploration team with a clear direction towards a significant discovery at Sant Tolgoi. Follow up drilling is planned for the first half of 2025.”

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 Figure 1: The Sant Tolgoi located in the Zavkhan Province of Western Mongolia.

High-Priority Targets Identified

Four key targets have been identified, based firstly on favourable geology and co-incident strong geochemistry, supported by the geophysical properties indicative of mineral deposits.

Geochemistry defined four distinct copper targets at surface. Target 1 consists of outcropping copper oxides (Malachite and Azurite) up to 1% copper in assays with mineralisation associated with coarse grained gabbro stock covering a 500m x 300m area. This area sits within a fault jog on a splay off the Khangai Fault System, where dilation could have created space for mineralised intrusions. Magnetics show a strong remanent magnetic feature in 3D suggesting the target consists of an intrusive rock, or rock that has been altered or mineralised by hydrothermal fluids. Gravity data shows a strong density contrast with surrounding rocks, indicative of a denser, potentially mineralised intrusive. A Dipole-Dipole Induced Polarisation (DDIP) line that crossed the target shows a relatively strong 20mV/V IP chargeability anomaly directly below the geochemistry, indicative of disseminated sulphides in a mineralised intrusive. Controlled source audio-frequency magnetotellurics (CSAMT) data also shows a conductive zone associated with the center of this Induced Polarisation (IP) Chargeability anomaly, potentially massive sulphide, surrounded by a resistive halo.

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Target 2 is outcropping copper (up to 2.1% Cu) mineralisation associated with coarse grained gabbro sill like body along the structure and covering a 300m x 50m area. Magnetics show a moderate remanent magnetic feature in 3D suggesting the target consists of an intrusive rock, or rock that has been altered or mineralised.  Gravity data shows a strong density contrast with surrounding rocks, indicative of a denser, potentially mineralised intrusive. A DDIP line that crossed the target shows a moderate 17mV/V IP chargeability anomaly directly below the geochemistry, indicative of disseminated sulphides. CSAMT data also shows a conductive zone, potentially massive sulphide in an intrusive.

Target 3 is a blind geophysical target under the cover. Target has high density and moderate magnetic features similar with targets have outcropping copper mineralization. The size of anomaly is 300m x 200m.

Target 4 is a blind geophysical target. Target has high density and moderate magnetic features similar with targets have outcropping copper mineralisation. The size of anomaly is 400m x 300m.

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Geochemistry Sampling Results

The Sant Tolgoi surface sampling programme consisted of 519 surface rock-chip samples. Sampling was conducted over a 3km by 1km area (Field Area, Figure 2) covering two clusters of prospective rocks adjacent to the regional scale Khangai Fault System, interpreted to be channelling mineralisation in the area. Each sample consisted of numerous golf ball sized chips taken from a 2m-by-2m area. These samples identified outcropping copper mineralisation associated with coarse grained (1cm to 2cm grain size) gabbro dykes and stocks (Figures 2 and 3). Results confirm four distinct targets sitting in a 4-kilometre-long splay off the Khangai Fault System with elevated grade of copper up to 2.1% Cu and with association of &LT4g/t Ag; and &LT0.06% Ni at surface (Figure 3).

Figure 2: Interpreted Geology Sant Tolgoi and Field Area Highlighted.

Figure 3: Field Area Copper rock-chip results.

Geophysical Programme

Four geophysical properties have been measured to support drill targeting of surface geological and geochemical data. Magnetic data has been acquired to help identify and separate different rock types at depth. Gravity data has been acquired to potentially map denser intrusive bodies. CSAMT has been acquired to map conductivity which may correlate with linked sulphides (massive and veined) or structures containing water/conductive geological units. Dipole-Dipole Induced Polarisation data has been collected to identify disseminated sulphides (Figures 4 and 5).

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Figure 4: Magnetic and Gravity Data. Top two panels show magnetic data, bottom two panels show gravity data.

Figure 5: Magnetic Inversions. See text for descriptions.

A total of 53-line kilometres of drone-based magnetics has been completed across the target area (Figure 4). This data has been inverted in 3D and processed to separate out the three component magnetic vector data. Amplitude data from the three components maps the true location of the magnetic susceptibility feature. The E-perpendicular component maps the remanent magnetic changes which occur after the host rock was formed. Processes like intrusives, alteration or mineralisation. The E-Projected component maps the background geology.

A total 530 stations of ground gravity survey completed over potential prospects of Sant Tolgoi Project. A moderate to high dense domains mapped the distribution of mineralized gabbro stocks or sills (Figure 4).

A total of 9 lines or 150 stations of CSAMT was completed over potential prospects of Sant Tolgoi Project. A low resistivity (conductive) feature mapps the gabbro stocks or sills in depth (Figure 5).

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A total 4-line kilometres Dipole-Dipole Induced Polarisation survey completed over potential prospects of Sant Tolgoi Project. High chargeable and low resistivity features endorsing the above geophysics results in depth, where defined gabbro stock or sills (Figure 5).

Figure 5: CSAMT and IP inverted Data as lines.

Geology and Mineralisation

Mineralisation at Sant Tolgoi consists of copper oxides hosted within coarse grained gabbro. Copper is expressed as secondary, remobilised by weathering in fractures and as staining. This is interpreted to have been remobilised from primary disseminated and massive sulphides below the weathering profile. Figures 6 and 7 show polished slab photographs of the coarse-grained hornblende gabbro.

Figure 6: Sample 140866: Coarse-grained, malachite-azurite stained hornblende gabbro.
Sample returned an assay of 0.63% Cu.

Figure 7: Sample 140869: Coarse-grained, malachite-azurite-stained hornblende gabbro.
The sample returned an assay of 0.76% Cu.

About Sant Tolgoi

The Sant Tolgoi Project covers two Exploration Licences, XV-17774 (Oyut) and XV-21887 (Sant Tolgoi) in the Zavchan Province of Western Mongolia with a combined area of over 40km² (Figure 2), collectively referred to as the Sant Tolgoi Project or Sant Tolgoi Copper Project. The Tenement portfolio includes numerous advanced exploration targets with real prospectivity for the discovery of significant magmatic copper and nickel mineralisation. In the Zavchan Region of Mongolia, the Sant Tolgoi Project lies on the western extension to the of the deep seated Khangai Fault systems, a metalliferous fault network which hosts several significant mafic and ultramafic intrusions that are highly encouraging for intrusion hosted copper and nickel discoveries. Early signs of several copper-nickel systems have been encountered in both historical drilling.

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Statements and Disclaimers

Competent Person Statement

The information in this announcement that relates to exploration results is based on information compiled by Dr Andrew Stewart, who is responsible for the exploration data, comments on exploration target sizes, QA/QC and geological interpretation and information.  Dr Stewart, who is an employee of Xanadu and is a Member of the Australasian Institute of Geoscientists, has sufficient experience relevant to the style of mineralisation and type of deposit under consideration and to the activity he is undertaking to qualify as the Competent Person as defined in the 2012 Edition of the Australasian Code for Reporting Exploration Results, Mineral Resources and Ore Reserves and the National Instrument 43-101.  Dr Stewart consents to the inclusion in the report of the matters based on this information in the form and context in which it appears.

Forward-Looking Statements

Certain statements contained in this Announcement, including information as to the future financial or operating performance of Xanadu and its projects may also include statements which are ‘forward‐looking statements’ that may include, amongst other things, statements regarding targets, estimates and assumptions in respect of mineral reserves and mineral resources and anticipated grades and recovery rates, production and prices, recovery costs and results, capital expenditures and are or may be based on assumptions and estimates related to future technical, economic, market, political, social and other conditions.  These ‘forward-looking statements’ are necessarily based upon a number of estimates and assumptions that, while considered reasonable by Xanadu, are inherently subject to significant technical, business, economic, competitive, political and social uncertainties and contingencies and involve known and unknown risks and uncertainties that could cause actual events or results to differ materially from estimated or anticipated events or results reflected in such forward‐looking statements.

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Xanadu disclaims any intent or obligation to update publicly or release any revisions to any forward‐looking statements, whether as a result of new information, future events, circumstances or results or otherwise after the date of this Announcement or to reflect the occurrence of unanticipated events, other than required by the Corporations Act 2001 (Cth) and the Listing Rules of the Australian Securities Exchange (ASX) and Toronto Stock Exchange (TSX). The words ‘believe’, ‘expect’, ‘anticipate’, ‘indicate’, ‘contemplate’, ‘target’, ‘plan’, ‘intends’, ‘continue’, ‘budget’, ‘estimate’, ‘may’, ‘will’, ‘schedule’ and similar expressions identify forward‐looking statements.

All ‘forward‐looking statements’ made in this Announcement are qualified by the foregoing cautionary statements. Investors are cautioned that ‘forward‐looking statements’ are not guarantee of future performance and accordingly investors are cautioned not to put undue reliance on ‘forward‐looking statements’ due to the inherent uncertainty therein.

About Xanadu Mines

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Xanadu is an ASX and TSX listed Exploration company operating in Mongolia. We give investors exposure to globally significant, large-scale copper-gold discoveries and low-cost inventory growth. Xanadu maintains a portfolio of exploration projects and remains one of the few junior explorers on the ASX or TSX who jointly control a globally significant copper-gold deposit in our flagship Kharmagtai project. Xanadu holds 50-50 JV share with Zijin Mining Group in Khuiten Metals Pte Ltd, which controls 76.5% of the Kharmagtai project.

For further information on Xanadu, please visit: www.xanadumines.com or contact:

Colin Moorhead                                                                                             
Executive Chairman & Managing Director                                                        
P: +61 2 8280 7497                                                    
E:  colin.moorhead@xanadumines.com           
W: www.xanadumines.com

This Announcement was authorised for release by Xanadu’s Executive Chair & Managing Director.

APPENDIX 1: Rock Chip Assay Results